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Home My WebLink About20193131.tiffPETITION TO STATE BOARD OF ASSESSMENT APPEALS 1313 Sherman Street, Room 315 Phone: 303-864-7710 Denver, Colorado 80203 Fax: 303-864-7719 RECEIVED SEP 1 7 2019 WELD COUNTY COMMISSIONERS Property Owner: BSC HUDSON LLC Date: 09/04/2019 For Office Use Only 76041 ND Docket No. Fee: Y Check/Credit Card #1 Payment Trans #: P F H Subject Property: 1001 OAK ST HUDSON Schedule Number(s): R0189588 Appeals the decision of the Weld County Board of Equalization This appeal is: Valuation/Protest Appeal The subject property is currently classified as: Commercial Dated: 08/06/2019 Tax Year(s): 2019 Actual Value assigned to the subject property$4,509,268 Petitioner's estimate of value: $3,600,000 Estimated time for Petitioner to present the appeal: 3 hours. Not less than 30 minutes. Board will allow equal time to County or Property Tax Administrator. Appearance: Petitioner will be represented by an attorney Attorney would like to appear in person If the property owner is an entity, it must appear under the representation of an attomey licensed in Colorado except as follows. A closely held entity may be represented by an officer of the entity as long as the amount in controversy does not exceed $15,000, exclusive of costs, interest or statutory penalties. A closely held entity can have no more than three owners. See Section 13-1-127, C.R.S. A closely held entity that will be represented by an officer of the entity must provide a letter to the Board with this petition stating that it has no more than three owners and that the tax amount at issue does not exceed $15,000. A trust filing a petition may be represented by a trustee, an attorney or an agent. Filling Fee: $101.25 Petitioner will be represented by an agent or by an attorney. In the space below, please explain why you disagree with the value assigned to the subject property The Board's calculation and opinion of market value exceeds the actual fair market value of the property. Co MIA u n ;co-A-1OAS oq /23/1°1 Cc : o.SR(BD/5-t-A/Co.), Co.(KM) 09/I7/tq 00(9-3t3 o•Solo3 Documents attached to this petition: County Board of Equalization Appeals The Decision of the County Board of Equalization Certificate of Service I certify that a true and correct copy of the foregoing Petition to the State Board of Assessment Appeals and attachments were mailed, faxed or hand delivered to the County Board of Equalization, the Board of County Commisioners or the State Property Tax Administrator who made the decision relating to this appeal and to all co -owners or parties directly interested in the subject property on the date I submitted the Petition to the State Board of Assesment Appeals. ATTESTAl1ON I understand that in accordance with Sections 18-8-503 and 18-8-501(2)(a)(I), C.R.S., false statements made herein are punishable by law. I state under penalty of perjury in the second degree, as defined in Section 18-8-503, C.R.S. that: I am the owner of the property that is the subject of this appeal, or I am the authorized agent or attorney for the owner of the property that is the subject of this appeal; and The information in this Petition to the State Board of Assessment Appeals (including all attachments) is true and correct to the best of my knowledge and belief. I understand that, upon acceptance by the Board of Assessment Appeals, I will need to pay the required filing fee associated with this Petition, if any. I understand that no further changes can be made to the Petition or attachments, unless corrections are required by the Board of Assessment Appeals. I understand my obligation to mail, fax or hand deliver a true and correct copy of the Petition (including all attachments) to the County Board of Equalization, the Board of County Commissioners or the State Property Tax Administration who made the decision relating to this appeal and to all co -owners or parties directly interested in the subject property. I will mail, fax or hand deliver the Petition (including all attachments) on the date I submit the Petition to the Board of Assessment Appeals. Petitioner's mailing address is required even if Petitioner is represented by an agent or attorney. Filed Online with Certification Signature of Agent C/O Joseph C. Sansone Company Company Name Filed Online with Certification Signature of Petitioner BSC HUDSON LLC Property Owner C/O Joseph C. Sansone Company - Adam W Chase Esq. Steve Wolfe Printed Name Printed Name 18040 Edison Avenue Mailing Address Chesterfield, MO 63005 City, State, Zp Code Telephone: 636-733-5455 Email: appeals@jcsco.com PO BOX 548 Mailing Address Mead, CO 80542 City, State, Zp Code Telephone: 636-733-5455 Daytime number Email: It is the Petitioner's responsibility to notify the BAA of any change of address. Petitioners are strongly encouraged to read the Instructions and Rules of the Board of Assessment Appeals prior to completing this Petition Form. The Instructions and Rules are available on the Web at www.dola.Colorado.gov/baa or may be requested by phone at 303-864-7710. August 6, 2019 Agent: JOSEPH C SANSONE CO C/O DAVID SUDEN 18040 EDISON AVE CHESTERFIELD, MO 63005-3702 Petitioner: CLERK TO THE BOARD PHONE (970) 400-4226 FAX (970) 336-7233 WEBSITE: www.weldgov.com 1150 O STREET P.O. BOX 758 GREELEY CO 80632 BSC HUDSON LLC PO BOX 1075 HUDSON, CO 80642-1075 RE: THE BOARD OF EQUALIZATION 2019, WELD COUNTY, COLORADO NOTICE OF DECISION Docket 2019-3023 Appeal 2008224936 Hearing 8/5/2019 Dear Petitioner: On the day indicated above, the Board of County Commissioners of Weld County Colorado convened and acting as the Board of Equalization, pursuant to C.R.S. §39-8-101et seq., considered petition for appeal of the Weld County Assessor's valuation of your property described above, for the year 2019. The Assessment and valuation is set as follows: Account # Decision Actual Value as Actual Value as Set by Determined by Assessor Board R0189588 Deny - Administrative Deny $4,509,268 $4,509,268 A denial of a petition, in whole or in part, by the Board of Equalization must be appealed within thirty (30) days of the date the denial is mailed to you. You must select only one of the following three (3) options for appeal: 1. Appeal to Board of Assessment Appeals: You have the right to appeal the County Board of Equalization's decision to the Colorado Board of Assessment Appeals. A hearing before that Board will be the last time you may present testimony or exhibits or other evidence, or call witnesses in support of your valuation. If the decision of the Board of Assessment Appeals is further appealed to the Court of Appeals pursuant to C.R.S. §39-8-108(2), only the record of proceedings from your hearing before the Board of Assessment Appeals and your legal brief are filed with the appellate court. All appeals to the Board of Assessment Appeals filed after August 10, 2019, MUST comply with the following provisions of C.R.S. §39-8-107(5): (5)(a)(I) On and after August 10, 2019, in addition to any other requirements under law, any petitioner appealing either a valuation of rent -producing commercial real property to the Board of Assessment Appeals pursuant to C.R.S. §39-8-108(1) or a denial of an abatement of taxes pursuant to C.R.S. §39-10-114 shall f PETITION TO STATE BOARD OF ASSESSMENT APPEALS 1313 Sherman Street, Suite 315 Phone: (303) 864-7710 Denver, Colorado 80203 Email: baa@state.co.us Date: 09/04/2019 Property Owner: BSC Hudson, LLC Subject Property: 1001 Oak street, Hudson, CO 80642 Street Address City Schedule Number(s): R0189588 Attach separate sheet if necessary WELD COUNTY O Board of EqualizattoOMMISSIONERS Appeals the decision of the WeldCI Board of Commissioners Dated: 08/06/2019 RECEIVE SEP 0 9 2019 For Office Use Only Docket No. Fee: y N Check/Credit Card # H County ['State Property Tax Administrator This appeal concerns: 1Valuation O Refund/Abatement ❑ Exemption O State Assessed Tax Year: 2019 The subject property is currently classified as: ❑Agricultural ['Commercial O Mixed -Use ❑Oil & Gas ❑Non -Exempt (or Partially Non -Exempt) ❑ Vacant Land ❑ Residential ['State Assessed O Personal Property ❑Other: The subject property should be classified as (if different than the current classification): Actual value assigned to property: 4,509.288 2,710,255 9 subject Petitioner's estimate of value: Estimated time for Petitioner to present the appeal: 30 minutes or Not less than 30 minutes. Board will allow equal time to County or Property Tax Administrator. Appearance: hours. ❑ Petitioner will be present at the hearing ['Petitioner will appear by telephone ['Petitioner will be represented by an agent Petitioner is responsible for calling the Board at 303-864-7710 ❑ Petitioner will be represented by an attorney on the scheduled date and time of the hearing (Mountain Time Zone) O Petitioner would like to appear by video conference Petitioner must contact the Board at 303-864-7710 at least 21 days in advance of the scheduled hearing to confirm availability of video conference equipment. If the property owner is an entity, it must appear under the representation of an attorney licensed in Colorado except as follows: A closely held entity may be represented by an officer of the entity as long as the amount in controversy does not exceed $15,000, exclusive of costs, interest or statutory penalties. A closely held entity can have no more than three owners. See Section 13-1-127, C.R.S. A closely held entity that will be represented by an officer of the entity must provide a letter to the Board with this petition stating that it has no more than three owners and that the tax amount at issue does not exceed $15,000. A trust filing a petition may be represented by a trustee, an attorney or an agent. Filing Fee: Cash is not accepted EJNone Petitioner is appearing pro se (self -represented) and has not filed more than two petitions with the Board of Assessment Appeals during this fiscal year (July 1 — June 30). ❑$33.75 Petitioner is appearing pro se (self -represented) and has filed more than two petitions with the Board of Assessment Appeals during this fiscal year (July 1 — June 30). O $101.25 Petitioner will be represented by an agent or by an attorney. In the space below, please explain why you disagree with the value assigned to the subject property: I have used 3 different approaches to come to my estimated value: Using cost approach value $2,850,000, Comparable sales value approach $ 2,500,000 and the Income approach value at $ 2,780,766 for an average of $2,780,766 c_t-nrn C) U Cc4i On 041/1C0/19 cc.QSR(p(SM1Ca) Co�c Kmj G (I0/(9 &019-3131 t8 SO 1O3 Required attachments to this form: DAssessor's or Property Tax Administrator's Notice of Valuation or Notice of Denial 0 Decision of County Board of Equalization, County Board of Commissioners or Property Tax Administrator Attachments required under certain circumstances: DA notarized Letter of Authorization if an agent will be representing Petitioner DA list of names, last known addresses and telephone numbers of co -owners or parties directly interested in the subject property if applicable. Certificate of Service I hereby certify that a true and correct copy of the foregoing Petition to the State Board of Assessment Appeals and attachments were mailed, or hand delivered to: Weld EBoard of Equalization oard of Commissioners County ❑State Property Tax Administrator at the following address: 1150 O Street, PO BOX 758, Greeley, CO 80631 on 09/06/2019 Date I hereby certify that a true and correct copy of the foregoing Petition to the State Board of Assessment Appeals and attachments were mailed, or hand delivered to all co -owners or parties directly interested in the subject property on 09/06/2019 Date I hereby certify that four (4) true and correct copies of the foregoing Petition to the State Board of Assessment Appeals and attachments were mailed or hand delivered to the Board of Assessment Appeals at 1313 Sherman Street, Suite 315, Denver, CO 80203 on 09/06/2019 Date PETITIONER'S MAILING ADDRESS IS REQUIRED EVEN IF PETITIONER IS REPRESENTED BY AN AGENT OR ATTORNEY ature of gent O •r Attorney Elizabeth Birmingham Printed Name PO BOX 1075 Mailing Address Hudson, CO 80642 City, State, Zip Code Telephone: 303-536-4406 E-Mail:L/21n IPin, • tall Elizabeth Birmingham Printed Name PO BOX 1075 Mailing Address Hudson, CO 80642 City, State, Zip Code Telephone: 303-536-4406 t Daytime number E-Majl' 12b1 call ha -W) ® Le pisnI)42rAt.nxiy (114/r1):421• It is the Petitioner's responsibility to notify the BAA of any change of address. Petitioners are strongly encouraged to read the Instructions and Rules of the Board of Assessment Appeals prior to completing this Petition Form. The Instructions and Rules are available on the internet at www.dola.Colorado.gov/baa or may be requested by phone at 303-864-7710. fr�rvl BSC HUDSON P.O. Box 1075 1001 Oak Street Hudson, CO 80642 Main 303 536-4406 Fax 303 536-4072 September 4, 2019 Weld County Board of Equalization Board of Assessment Appeals 1313 Sherman Street, Room 315 Denver, CO 80203 Esther E. Gesick Clerk to the Board Weld County Board of Commissioners And Board of Equalization RECEIVED SEP 0 9 2019 WELD COUNTY COMMISSIONERS Esther, I am writing this letter to you today to let you know we still do not agree with the valuation you have placed on the property located at 1001 Oak street, Hudson, CO 80642, Account # R0189588. I have researched our area and had provided the only sale in this area on 11/13/17, Account # R7735098 with a purchase price of $2,380,000. This comparable property has a total of 68.74 acres and a 35,000 sq. ft building built in 1999. The BSC Hudson property has a total of 85+/- acres and 4 buildings with a total sq ft of 64,972 with an average age of 30 years. I had originally felt the property had a value of $2,500,000. I have researched other property sales in Weld County during the allowed time period, I have come to the following conclusions: 1. Using the cost approach, the average value for the subject land would be at $975,000, depreciated building value at $1,450,000, depreciated improvement value at $425,000, with a grand total of estimated value to be $2,850,000 for the 2018 valuation period. 2. Using the Comparable Sales comparison approach estimated property value would be $2,500,000. 3. Using the Income approach the estimated value would be $2,780,766. I would like to conclude this letter by stating I disagree with the Assessor valuation of the subject property in the amount of $4,509,258.00. I would like to see the 2018 valuation value set to a value of $2,710,255 which is an average of all 3 amounts above. Please let me know if you have any questions or if I can be of further assistance. Liz Birmingham, Agent BSC Hudson 303-536-4406 Lizbirmingham@hudsonterminalrailroad.com i WELD COUNTY ASSESSOR BRENDA DONES 1400 N 17TH AVE GREELEY, CO 80631 DATE: May 1, 2019 BSC HUDSON LLC PO BOX 1075 HUDSON CO 80642-1075 INDUSTRIAL 2019 REAL PROPERTY NOTICE OF VALUATION Phone: (970) 400-3650, Fax: (970) 304-6433 TAXPAYER COPY Office Hours: 8:00 a.m. - 5:00 p.m. M -F appeals@weldgov,com www.weldgov.com i.'TAXMIR I=.TAX AREA i.00Ei RaPSWEDAIVERP.PrifigrAMEMP 147302000023 HUD 10648 PT NE4 2.1.65 (RESCAR ANNEX ) LYING S & E OF RR & PT NW4 BEG SE COR NW4 S89014W 252.84' N48003'E 339.7' SOD 02'E 223.7' TO BEG (13RR) P815 t Yl;A&jtC1ItALVtd.1 &,IF.," 2,431.707 TOTALS 2,431,707 ,CIMENYEAlbaliat THE PRIOR YEAR TAX ESTIMATE IS $62,961. THE CURRENT YEAR TAX ESTIMATE IS $116,753. THIS RESULTS IN AN INCREASE OF 453,792. THIS ESTIMATE IS BASED ON 2018 TAX RATES. YOU WILL RECEIVE A TAX BILL IN 2020. The current year tax amount is merely an estimate based upon the best information available, You have the right to protest the adjustment in valuation, but not the estimate of taxes, 39-5-12 1(1.5). C.R.S. For specific property characteristic details, please see the Building Information and Valuation Information Tabs on your Property Report at the following URL: www.co.wetd.co.us/apps1/properrvportaV. PLEASE REFER TO THE BACK OF THIS FORM FOR GENERAL INFORMATION CONCERNING YOUR PROPERTY VALUATION AND YOUR APPEAL RIGHTS. 133821 NOTICE OF DETERMINATION Brenda Dories Weld County Assessor 1400 N 17th Ave Greeley, CO 80631 R0189588 YEAR, 2019 BSC HUDSON LLC" PO BOX 1075 HUDSON, CO 80842-1075 INDUSTRIAL 2606 Date of Notice: 6/25/2019 Telephone: (970) 400-3650 Fax: (970) 304-6433 Office Hours: 8:00AM - 5:00PM LEGAL DESCRIPTIOI'i! PHYSICA . LOCATION HUD 10848 PT NE4 2-1.85 (RESCAR ANNEX ) LYING S & E OF RR & PT NW4 BEG SE COR NW4 589D14'W 252.84' N48D03'E 339.7' SOD 02'E 223.7' TO BEG (13RR) 1001 OAK ST HUDSON ASSESSOR'S VALUATION CTUAL VALUE PRIOR TO REVIEW - 4,509,268 4,509,268 OTAL 4,609,288 4,509,268 The Assessor has carefully studied all available information, giving particular attention to the specifics included on your protest. The Assessor's determination of value after review is based on the following: CM05 - The law requires that data from Jan 2017 to June 2018 be used to establish current values. We have considered all three:approaches to value and we have denied your appeal based upon this data. If you disagree with the Assessor's decision, you have the right to appeal to the County Board of Equalizationfor further consideration, § 39-8-106(1)(a), C.R.S. The deadline for filing real property appeals is July 15. The Assessor establishes property values. The local taxing authorities (county, school district, city, fire protection, and other special districts) set mill levies. The mill levy requested by each taxing authority is based on "a."projected budget and the property tax revenue required to adequately fund the services it provides to itstaxpayers. The local taxing authorities hold budget hearings in the fall. If you are concerned about mill levies," we recommend that you attend these bud et hearings. Please refer to last year's tax bill or ask your Assessor for a listing of the local taxing authorities.. Please refer to the reverse side of this notice for additional information. Agent (If Applicable): arelelleiNgINIMANKiN 15 -DPI -AR PR 207-1'.8/13 R0189588 If you disagree with the "current year actual value" and/or the classification determined for your property, you may file an appeal by mall or in person with the County Assessor, Completing the Real Property Questionnaire will help you determine an estimate of value for your property, which can be compared to the value determined by the Assessor. Colorado law requires application of the market approach to value for residential properties (includes apartments) and consideration of the cost, market, and income approaches to value for vacant and, commercial, and industrial properties. REASON FOR REQUESTING A REVIEW: (...O (ryaPa-t)le CSald Jnh 4.7,3 8'4,,,c; 6,1'.24 Qc..seo REAL PROPERTY QUESTI0NNA1 ATTACH ADDITIONAL DOCUMENTS AS NECESSARY (Do not send original documents, they will not be returned.) MARKET APPROACH (ALL PROPERTY TYPES): This approach to value uses sales from the 18 -month period ending June 30.2018. If data is insufficient during this time period, the Assessor may also consider data from the 5 -year period ending June 30, 2018. Statute prohibits the Assessor from using appraisal data after June 30, 2018; that data will be considered in the 2021 reappraisal. 30.1-104(10.2;(d). C.R.S. To help estimate the market value of your property, please list sales of similar properties that have sold in your neighborhood. A copy of an appraisal prepared prior to June 30, 2018 may be helpful in estimating the market value or your property. DATE SOLD II/13)17 SCHEDULE/ACCOUNT NUMBER or PROPERTY DESCRIPTION cr ADDRESS "t2,-1735cD98 SELLING PRICE Based on the information provided and accounting far differences between sold properties and your property, state the value of your property as of June 30, 2018. s.5-e)o1obo.00 COST AND INCOME APPROACH: For vacant land, commercial and industrial properties the Assessor must also consider the cost and income approaches to value. If your commercial or industrial property was not leased from January 2017 through June 2018, please complete the market approach section above. To assist the Assessor in evaluating your appeal, and ifyour property was leased during January 2017 through June 2018, please attach an operating statement indicating your income and expense amounts. Attach a rent schedule indicating the square footage and rental rate for each tenant occupied space. If known, attach a list of rent comparables for competing properties. Estimate of value based on cost approach' S Estimate of value based on income approach: $ AGENT .ASSIGNMEN.T ASSIGNMENT I authorize the below -named agent to act on my behalf regarding the property tax valuation of the property described herein for the year a of q . Agent's Name (please print): Eli 7_.a19e.-14,\ISir M ► hctyn Daytime Telephpneff. L l �O c Owner's Signature: Nr.A4-kta ark a:.<4"` ce -f4"r. is�»� t tcsen4s.4ve dt-44-++fie. o-c',ynA K. 9 tsar ae .d,...,, kesea.(i(Js �- Date: —7 —1 — 3a PA_Please mad all correspondence arding'this protest to the above -named agent at the following address: &.SC W xsAsaj\ f Li_C 'P© �Z oc to —I. \n . SJn r CO E o4 -_Lo- c OWNER/AGENT VERIFICATION I, the undersigned owner or agent of this property, state that the information and facts contained herein and on any attachments constitute true and complete statements concerning the described property. SCHEDULE/ACCOUNT NUMBER O 1 qss 8 (Found abov r name on the other side o this form. Signature Date:J 7/f 9 Daytime Telephone#: "119 - i c24:).4.4 ) Indicate the number name, telephone and email addre for a person the Assessor may contact with questions. (� Name Ei((r1 A nnn,>j-rs,v,_Telephone `] L - (O[ 4 iL%Q Email -e.0 tc,b cae, L c -v' Your right to appeal the property valuation and/or the classification to the Assessor expires on June 1, 2019 If the dale km titng any document falls upon a Saturday. Sunday, or legal halal?, It shat be deemed timely filed It ryes: Tar'Kan e ae!rmmred en ate next business day. 3S-i-12oial, C.2S. County Board of Equalization Hearings will be held from July 25"' through August 6t at 1180 O Street. To appeal the Assessor's decision, complete the Petition to the County Board of Equalization shown below, and mail, file online, or deliver a copy of both sides of this form to: Weld County Board of Equalization 1150 O Street, P.O. Box 758 Greeley,CO 80631 Telephone: (970).356-4000 ext, 4225 Online: www.co.weld.co.us/appsl/cboe/ To preserve your appeal rights, your Petition to the County Board of Equalization must be postmarked or delivered on or before July 16 for real property - after such date, your right to appeal is lost. You may be requiredto prove that you filed a timely appeal; therefore, we recommend that all correspondence be mailed with proof of mailing. You will be notified of the date and time scheduled for your hearing. The County Board of Equalization must mail a written decision to you within five business days following the date of the decision. The County Board of Equalization must conclude hearings and render decisions by August 5, § 39-8-107(2), C.R.S. if you do not receive a decision from the County Board of Equalization and you wish to continue your appeal, you must file an appeal with the Board of Assessment Appeals by September 10•, §39-2-125(1)(e), C.R.S. If you are dissatisfied with tile. County Board of Equalization's decision and you wish to continue your appeal, you Must appeal within 30 days of the date of the County Board's written decision to ONE of the following: Board of Assessment Appeals 1313 Sherman Street, Room 315 Denver, CO 80203 (303) 866-5880 www.dola.colorado,00v/baa Binding Arbitration For a list of arbitrators, contact the County Commissioners at the address listed for the County Board of Equalization. . If thedate for filing any report; schedule, claim, tax return, statement, remittance, or other document falls upon a Saturday, Sunday, or legal holiday, it shall be deemed to have been timely tiled if filed on the next business day, § 39-1-120(3), C. R.S. District Court Contact the District Court in the County where the property is located. See your local telephone book for the address and telephone number. " F . R T 1.4N TQ_ O INIXSOARD OF.:EQUALJZATIOICi_ _ _ What is your estimate of the property's value as of•June 30, 2018? (Your opinion of value in terms of a specific dollar amount is required for real property pursuant to § 39-8-106(1.5), C.R.S.) What is the beets for your estimate of value or your reason for requesting a review? (Please attach additional sheets as necessary and any supporting documentation, i.e.„ comparable sales, rent roll, original inrred tecost, appraisal, etc.) a ug cra sale. t.v� lea -fix, n h s l.P-4.o c e--teq Q -r-,. CI 35 0 o ra r r 191.(.e.,L s c, t j 4 -. zPa d ©n o m r� i t ]it3 Le -7 3B ._,, r` a� :�AT3;ESTATION I, the undersigned owner or agent' of the property identified above, affirm that the statements contained herein and on any attachments hereto are true and complete. 7 j C3 -44n —9761 Telephone Number L4 /a7Iiq t 1 Date LIZ IQ r r r>7 rIq�&rr t,r.c: �Sg',r1 Tin ry.cL ( t'LZ..1. ee,n , C' i5 tiVl Email Address J I Attach letter of authorization signed by property owner. 15 -OPT -AR PR 207-08/13 R0189588 Your property was valued as it existed on January 1 of the current year. The tax notice you receive next January will be based on this value, - All property in Colorado is revalued every odd numbered year. 39-1-104(10.21(a), C.R.S. - The appraisal data used to establish real property value was from the 18 -month period ending June 30, 2018.39-1-104(10.2)(a), G.R.S. If data is insufficient during this time period, the Assessor may also use data from the 5 -year period ending June 30, 2018. State statute prohibits the use of appraisal data after June 30, 2018; that data wit be considered in the 2021 reappraisal. 39-1-104(10.2)(d), C,R.S. - An assessment percentage will be applied to the actual value of your property before property taxes are calculated. - The assessment rate for residences is projected to be 7.2%. Generally, all other property, including vacant land, is as- sessed at 29%. 39-1-104.2(3) and 39-1-104(1), C.R.S. - A change in the projected residential assessment percentage is NOT grounds for objection or abatement of taxes. 39-5-1210). C.R.S. APPEALING BY MAIL OR,IN PERSC If you choose to object to your valuation or its classification, please complete the appeal form and return it to the Assessor at the address listed. To preserve your right to object, your appeal must be postmarked, emailed, faxed or delivered in person on or before June 1, 2019.39-5-122(2), C.R.S. Your right to appeal the property valuation and/or- the classification to the Assessor expires on June 1, 2019 It the date for Wing any document falls upon a Saturday, Sunday. or k t noaday. it shag lie deemed timely tdcd 1 nostrn p lieu or aeltw ten an the next dueness any. 311-1.12ocul C.R S. ASSESSOR'S DETERMINATION The Assessor must make a decision on your protest and mail a Notice of Determination to you by the last regular working day in June, APPEALING THE ASSESSOR'S DECISION If you disagree with the Assessor's determination, or if you do not receive a Notice of Determination from the Assessor, you must file a written appeal with the County Board of Equalization on or before July 15th, 39-8-106(1)(a), C.R.S. TO PRESERVE YOUR APPEAL RIGHTS YOU MAY BE REQUIRED TO PROVE THAT YOU HAVE FILED TIMELY; THEREFORE, WE RECOMMEND ALL CORRESPONDENCE BE MAILED WITH PROOF OF MAILING. 2019 PROPERTY TAX HOMESTEAD EXEMPTION INFORMATION FOR SENIOR CITIZENS AND DISABLED VETERANS Notice: As of the date this document was executed, the Colorado General Assembly has not ruled on the funding for the Senior Property Tax Exemption for tax year 2019; taxes payable in 2020. The Disabled Veteran Exemption is still an active program. The property tax exemption for those who qualify is 50 percent of the first 5200,000 in actual value of their primary residence. The state pays the exempted portion of the property lax. Those who have previously applied and have been granted the exemptiyn de ratted tQapphr again SENIOR CRIZEN ELIGIBILITY REQUIREMENTS The exemption is available to any senior who is at feast 63 years old. and who ha owned and occupied the home as his or her primary residence for at least 10 years, prior to January 1 of the year the application is filed. The exemption is also available ee the surviving spouse of a senior who previously met these requirements prior to his or her death. The application and instructions are available from. and should be submitted to. the county assessor fisted on the front of this notice. The application deadline is July 15. DISABLED VETERANS The exemption is available to any veteran who sustained a service -connected disability while serving on active duty in the Armed Forces of the United States, was rated by the United States Department of Veterans Affairs as "100% permanent disability rating," and was honorably discharged. The veteran must have owned and occupied the home as his or her primary residence prior to January 1 of the year the application is flied. The application deadline is July 1.The application Is available from the Division of Veterans Affairs at the address and telephone number provided below and from the Colorado Division of Property Taxation website at www.dola.colorado.gov/dpt Completed applications must be submitted to the Colorado Division of Veterans Affairs at Colorado Department of Military and Veterans Affairs Division of Veterans Affairs 1355 S. Colorado Blvd., Bldg C. Suite 1 f 3 Denver. CO 80222 Telephone: 303-284-6077 hltos://wvm.colorarliegmr&ek This Notice of Valuation does not reflect any information concerning the status of an application or reflect a reduction in actual value due to an approved exemption. First National Bank RESOLUTION 1620 Dodge Street Omaha, NE 68197 402.341.0500 RESOLVED, that any officer in the Trust Division is hereby given full authority to make and execute for and on behalf of the Bank as Trustee, and in its name, as such Trustee, or other fiduciary, such agreements, assignments, transfers, conveyances, receipts, releases, discharges and settlements as may be requisite to or necessary in the usual performance of the business of the Trust Division, including the power to release and/or assign mortgages, or in other fiduciary capacity. He or she shall also have full authority to sign and endorse checks and drafts, or other orders for the payment of money necessary, usual or incidental to the business of the Trust Division; he or she shall have the power and authority to endorse bonds, notes or other evidence of indebtedness held by the Bank as Trustee, or in any other fiduciary capacity; the intention being to confer upon the Trust Division officers generally the power and authority, for and on behalf of the Bank, and in its name, to do all and the singular acts and things, incidental and necessary to the full and complete discharge by the Bank of the business of Trustee or other fiduciary, so as to enable any such Trust Division officer to exercise fully and completely, for and on behalf of the Bank, and in its name, all of the rights, powers, duties and privileges granted to or conferred upon a national bank as Trustee, or other fiduciary, in the laws of the United States, permitting national banks to act as such Trustee, etc. In addition to any officer in the Trust Division, the Chairman of the Board, Vice Chairman, the President, any Executive Vice President or Senior Vice President of the First National Bank of Omaha, may discharge the duties and perform and exercise all of the powers in this resolution upon any officer in the Trust Division. STATE OF NEBRASKA ) ) ss. COUNTY OF DOUGLAS ) I, Casey Jeanneret, hereby certify that I am the Fiduciary Risk Officer of First National Bank of Omaha, Omaha, Nebraska; that the above and foregoing is a true copy of the Resolution of the Board of Directors of First National Bank of Omaha, and is now in full force and effect. I further certify that Audrea Kappert is a duly elected, qualified and acting Trust Officer of First National Bank of Omaha, Omaha, Nebraska, and as such officer now has the full authority to act under the above resolution. IN WITNESS WHEREOF, I hereunto subscribe my name and affix the corporate seal of First National Bank of Omaha this 6th day of June, 2019. `t,,,, rr,,' t, iduciary sk ficer August 6, 2019 Petitioner: BSC HUDSON LLC PO BOX 1075 HUDSON, CO 80642-1075 CLERK TO THE BOARD PHONE (970) 400-4226 FAX (970) 336-7233 WEBSITE: www.weldgov.com 1150 O STREET P.O. BOX 758 GREELEY CO 80632 Agent (if applicable): ditiONSIMININ seariaNIMIMER RE: THE BOARD OF EQUALIZATION 2019, WELD COUNTY, COLORADO NOTICE OF DECISION Docket 2019-3023 Appeal 2008224936 Hearing 8/5/2019 Dear Petitioner: i AUG13 2019 BY: ..e-jk-- On the day indicated above, the Board of County Commissioners of Weld County Colorado convened and acting as the Board of Equalization, pursuant to C.R.S. §39-8-101 et seq., considered petition for appeal of the Weld County Assessor's valuation of your property described above, for the year 2019. Account # Decision The Assessment and valuation is set as follows: Actual Value as Actual Value as Set by Determined by Assessor Board R0189588 Deny - Administrative Deny $4,509,268 $4,509,268 A denial of a petition, in whole or in part, by the Board of Equalization must be appealed within thirty (30) days of the date the denial is mailed to you. You must select only one of the following three (3) options for appeal: 1. Appeal to Board of Assessment Appeals: You have the right to appeal the County Board of Equalization's decision to the Colorado Board of Assessment Appeals. A hearing before that Board will be the last time you may present testimony or exhibits or other evidence, or call witnesses in support of your valuation. If the decision of the Board of Assessment Appeals is further appealed to the Court of Appeals pursuant to C.R.S. §39-8-108(2), only the record of proceedings from your hearing before the Board of Assessment Appeals and your legal brief are filed with the appellate court. All appeals to the Board of Assessment Appeals filed after August 10, 2019, MUST comply with the following provisions of C.R.S. §39-8-107(5): (5)(a)(I) On and after August 10, 2019, in addition to any other requirements under law, any petitioner appealing either a valuation of rent -producing commercial real property to the Board of Assessment Appeals pursuant to C.R.S. §39-8-108(1) or a denial of an abatement of taxes pursuant to C.R.S. §39-10-114 shall provide to the County Board of Equalization or to the Board of County Commissioners of the County in the case of an abatement, and not to the Board of Assessment Appeals, the following information, if applicable: (A) Actual annual rental income for two full years including the base year for the relevant property tax year; (B) Tenant reimbursements for two full years including the base year for the relevant property tax year; (C) Itemized expenses for two full years including the base year for the relevant property tax year; and (D) Rent roll data, including the name of any tenants, the address, unit, or suite number of the subject property, lease start and end dates, option terms, base rent, square footage leased, and vacant space for two full years including the base year for the relevant property tax year. (II) The petitioner shall provide the information required by subparagraph (I) of this paragraph (a) within ninety days after the appeal has been filed with the Board of Assessment Appeals. (b)(I) The Assessor, the County Board of Equalization, or the Board of County Commissioners of the County, as applicable, shall, upon request made by the petitioner, provide to a petitioner who has filed an appeal with the Board of Assessment Appeals not more than ninety days after receipt of the petitioner's request, the following information: (A) All of the underlying data used by the county in calculating the value of the subject property that is being appealed, including the capitalization rate for such property; and (B) The names of any commercially available and copyrighted publications used in calculating the value of the subject property. (II) The party providing the information to the petitioner pursuant to subparagraph (I) of this paragraph (b) shall redact all confidential information contained therein. (c) If a petitioner fails to provide the information required by subparagraph (I) of paragraph (a) of this subsection (5) by the deadline specified in subparagraph (II) of said paragraph (a), the County may move the Board of Assessment Appeals to compel disclosure and to issue appropriate sanctions for noncompliance with such order. The motion may be made directly by the County Attorney and shall be accompanied by a certification that the County Assessor or the County Board of Equalization has in good faith conferred or attempted to confer with such petitioner in an effort to obtain the information without action by the Board of Assessment Appeals. If an order compelling disclosure is issued under this paragraph (c) and the petitioner fails to comply with such order, the Board of Assessment Appeals may make such orders in regard to the noncompliance as are just and reasonable under the circumstances, including an order dismissing the action or the entry of a judgment by default against the petitioner. Interest due the taxpayer shall cease to accrue as of the date the order compelling disclosure is issued, and the accrual of interest shall resume as of the date the contested information has been provided by the taxpayer. Appeals to the Board of Assessment Appeals must be made on forms furnished by that Board, and must be mailed or delivered within thirty (30) days of the date the denial by the Board of Equalization is mailed to you. The address and telephone number of the Board of Assessment Appeals are: Board of Assessment Appeals 1313 Sherman Street, Room 315 Denver, Colorado 80203 Telephone Number: (303) 864-7710 Email: baa@state.co.us Fees for Appeal to the Board of Assessment Appeals: A taxpayer representing himself is not charged for the first two (2) appeals to the Board of Assessment Appeals. A taxpayer represented by an attorney or agent must pay a fee of $101.25 per appeal. OR 2. Appeal to District Court: You have the right to appeal the decision of the Board of Equalization to the District Court of the county wherein your property is located: in this case that is Weld County District Court. A hearing before The District Court will be the last time you may present testimony or exhibits or other evidence, or call witnesses in support of your valuation. If the decision of the District Court is further appealed to the Court of Appeals pursuant to C.R.S. §39-8-108(1), the rules of Colorado appellate review and C.R.S. §24-4-106(9), govern the process. OR 3. Binding Arbitration: You have the right to submit your case to binding arbitration. If you choose this option, the arbitrator's decision is final and you have no further right to appeal your current valuation. C.R.S. §39-8-108.5 governs this process. The arbitration process involves the following: a. Select an Arbitrator: You must notify the Board of Equalization that you will pursue arbitration. You and the Board of Equalization will select an arbitrator from the official list of qualified people. If you cannot agree on an arbitrator, the District Court of the county in which the property is located (i.e. Weld) will select the arbitrator. b. Arbitration Hearing Procedure: Arbitration hearings are held within sixty (60) days from the date the arbitrator is selected, and are set by the arbitrator. Both you and the Board of Equalization are entitled to participate in the hearing. The hearing is informal. The arbitrator has the authority to issue subpoenas for witnesses, books, records documents and other evidence pertaining to the value of the property. The arbitrator also has the authority to administer oaths, and determine all questions of law and fact presented to him. The arbitration hearing may be confidential and closed to the public if you and the Board of Equalization agree. The arbitrator's decision must be delivered personally or by registered mail within ten (10) days of the arbitration hearing. c. Fees and Expenses: The arbitrator's fees and expenses are agreed upon by you and the Board of Equalization. In the case of residential real property, the fess may not exceed $150.00 per case. For cases other than residential real property, the arbitrator's total fees and expenses are agreed to by you and Board of Equalization, but are paid by the parties as ordered by the arbitrator. If you have questions concerning the above information, please call me at (970) 400-4226. Very truly yours, BOARD OF EQUALIZATION Esther E. Gesick Clerk to the Board Weld County Board of Commissioners and Board of Equalization cc: Brenda Dones, Weld County Assessor BSC HUDSON P.O. Box 1075 1001 Oak Street Hudson, CO 80642 Main 303 536-4406 Fax 303 536-4072 September 4, 2019 Weld County Board of Equalization Board of Assessment Appeals 1313 Sherman Street, Room 315 Denver, CO 80203 Esther E. Gesick Clerk to the Board Weld County Board of Commissioners And Board of Equalization Esther, I am writing this letter to you today to let you know we still do not agree with the valuation you have placed on the property located at 1001 Oak street, Hudson, CO 80642, Account it R0189588. I have researched our area and had provided the only sale in this area on 11/13/17, Account # R7735098 with a purchase price of $2,380,000. This comparable property has a total of 68.74 acres and a 35,000 sq. ft building built in 1999. The BSC Hudson property has a total of 85+/- acres and 4 buildings with a total sq ft of 64,972 with an average age of 30 years. I had originally felt the property had a value of $2,500,000. I have researched other property sales in Weld County during the allowed time period, I have come to the following conclusions: 1. Using the cost approach, the average value for the subject land would be at $975,000, depreciated building value at $1,450,000, depreciated improvement value at $425,000, with a grand total of estimated value to be $2,850,000 for the 2018 valuation period. 2. Using the Comparable Sales comparison approach estimated property value would be $2,500,000. 3. Using the Income approach the estimated value would be $2,780,766. I would like to conclude this letter by stating I disagree with the Assessor valuation of the subject property in the amount of $4,509,258.00. I would like to see the 2018 valuation value set to a value of. $2,710,255 which is an average of all 3 amounts above. Please let me know if you have any questions or if I can be of further assistance. Thank you, it ? am, Agent BSC Hudson 303-536-4406 Lizbirmingham@hudsonterminalrailroad.com Lbrn 4r IQ, cgs Comparable Report: 1001 OAK ST HUDSON Mead Longmont Erie O , Lafayette r auis••i#Ie 6o .gie Pattevil lc Firestcne Aristocrat Frederick Rarrt ctic3 . Dacono For. Lupton (ii) Brlhton L cchbLi' 6•uds_r Sub'ect Comp #1 R0189588 R7735098 1001 OAK ST HUDSON 9265 COUNTY ROAD 24 WELD Distance NIA 15 miles Sale Price N/A $2,380,000 Sale Date N/A 13 Nov 2017 TimeAdj Safe Price N/A $2,375,000 Residential SqFt N/A 1,632 Land Acres 85.65 68.74 Built As Other Other Year Built 1988 1999 Total Bsmnt SqFt N/A 0 Finisdted Bsmnt SqFt N/A 0 Garage Attached SqFt N/A 0 Garage Detached SqFt N/A 0 Buildings 4 7 Ctutbullding SqFt 0 34.969 Gammerclal SqFt 64,972 0 Accounts In Sale N/A 1 Tadal Acres in Sale N/A 68.74 • Time Adi Sale Price includes market appreciation from the sale date to the end of the base period. 6/30/2018 Tamps Kerriosh;.rq map aata' 2t;E'a k n CDr BSC HUDSON 2017 Income 1/1/2017 Suncor Energy Inc 2/1/2017 Hudson Terminal Railroad 2/1/2017 Suncor Energy Inc 3/1/2017 Hudson Terminal Railroad 3/1/2017 Suncor Energy Inc 4/1/2017 Suncor Energy Inc 4/1/2017 Hudson Terminal Railroad 5/1/2017 Suncor Energy Inc 5/1/2017 Hudson Terminal Railroad 5/1/2017 Suncor Energy Inc 6/1/2017 Hudson Terminal Railroad 6/1/2017 Suncor Energy Inc 7/1/2017 Hudson Terminal Railroad 7/2/2017 Suncor Energy Inc 8/1/2017 Hudson Terminal Railroad 8/1/2017 Suncor Energy Inc 9/1/2017 Suncor Energy Inc 9/1/2017 Hudson Terminal Railroad 10/1/2017 Suncor Energy Inc 10/1/2017 Hudson Terminal Railroad 11/1/2017 Hudson Terminal Railroad 11/1/2017 Suncor Energy Inc 12/1/2017 Suncor Energy Inc 12/12/2017 Hudson Terminal Railroad 12/29/2017 Suncor Energy Inc 2017 EXPENSES 1/15/2017 Wells Fargo $ 53.75 2/15/2017 Wells Fargo $ 64.41 3/15/2017 Wells Fargo $ 76.04 4/15/2017 Wells Fargo $ 66.59 5/15/2017 Wells Fargo $ (56.17) 6/15/2017 Wells Fargo $ (66.19) 7/10/2017 Wells Fargo $ 122.36 7/10/2017 Wells Fargo $ 122.36 7/15/2017 Wells Fargo $ 66.71 8/15/2017 Wells Fargo $ 77.01 9/15/2017 Wells Fargo $ 58.82 10/27/2017 Wells Fargo $ 53.56 11/27/2017 Wells Fargo $ 41.66 12/30/2017 Wells Fargo $ 30.82 1/15/2017 IMA $ 100.00 2/15/20171MA $ 100.00 3/15/20171MA $ 100.00 4/15/20171MA $ 100.00 5/15/2017 IMA $ 100.00 6/15/20171MA $ 100.00 7/15/2017 IMA $ 100.00 8/15/2017 IMA $ 100.00 9/15/2017 IMA $ 100.00 10/15/2017 IMA $ 100.00 11/15/2017 IMA $ 100.00 12/15/20171MA $ 100.00 5/10/2017 STINSON LEONARD STREET $ 2,044.00 6/7/2017 STINSON LEONARD STREET $ 78.00 7/10/2017 JOSEPH C. SANSONE COMPANY $ 5,507.41 9/15/2017 JOSEPH C. SANSONE COMPANY $ 2,457.54 9/15/2017 JOSEPH C. SANSONE COMPANY $ 5,408.08 $ 17,406.76 2. Tenant reimbursements for2017 including the base year for the relevant property tax year. 2017 $60,618.84 Property taxes 18,457.50 Rental Income - Property 35,000.00 Rental Income - Property 18,457.50 Rental Income - Property 35,000.00 Rental Income - Property 18,457.50 Rental Income - Property 18,457.50 Rental Income - Property 17,000.00 Rental Income - Property 19,011.23 Rental Income - Property 17,000.00 Rental Income - Property (533.73) Rental Income - Property 17,000.00 Rental Income - Property 19,011.23 Rental Income - Property 17,000.00 Rental Income - Property 19,011.23 Rental Income - Property 17,000.00 Rental Income - Property 19,011.23 Rental Income - Property 19,011.23 Rental Income - Property 17,000.00 Rental Income - Property 19,011.23 Rental Income - Property 17,000.00 Rental Income - Property 17,000.00 Rental Income - Property 19,011.23 Rental Income - Property 19,011.23 Rental Income - Property 17,000.00 Rental Income - Property 19,011.23 Rental Income - Property 467,397.34 Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Liability Insurance Liability Insurance Liability Insurance Liability Insurance Liability Insurance Liability Insurance Liability Insurance Liability Insurance Liability Insurance Liability Insurance Liability Insurance Liability Insurance Legal Fees Legal Fees Professional Fees Professional Fees Professional Fees Weld County BSC HUDSON 2018 Income 1/10/2018 Hudson Terminal Railroad 2/1/2018 Suncor Energy Inc 2/13/2018 Hudson Terminal Railroad 3/1/2018 Hudson Terminal Railroad 3/1/2018 Suncor Energy Inc 4/1/2018 Hudson Terminal Railroad 4/1/2018 Suncor Energy Inc 5/1/2018 Hudson Terminal Railroad 5/2/2018 Suncor Energy Inc 5/31/2018 Suncor Energy Inc 6/1/2018 Hudson Terminal Railroad 6/29/2018 Suncor Energy Inc 7/9/2018 Hudson Terminal Railroad 7/31/2018 Suncor Energy Inc 8/15/2018 Hudson Terminal Railroad 8/15/2018 Suncor Energy Inc 9/24/2018 Hudson Terminal Railroad 9/28/2018 Suncor Energy Inc 10/11/2018 Hudson Terminal Railroad 10/31/2018 Suncor Energy Inc 11/1/2018 Hudson Terminal Railroad 11/1/2018 Suncor Energy Inc 12/1/2018 Hudson Terminal Railroad Expenses 2018 1/30/2018 Wells Fargo 2/28/2018 Wells Fargo 3/28/2018 Wells Fargo 4/28/2018 Wells Fargo 5,31/2018 Wells Fargo 5,31/2018 Wells Fargo 5/31/2018 Wells Fargo 6/30/2018 Wells Fargo 7/30/2018 Wells Fargo 8/1/2018 Wells Fargo 8,30/2018 Wells Fargo 9/1/2018 Wells Fargo 9/1/2018 Wells Fargo 9,30/2018 Wells Fargo 10►f31/2018 Wells Fargo 11/30/2018 Wells Fargo 12/30/2018 Wells Fargo 12/1/2018 TODD HODGES DESIGN LLC 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 0.00000 36.43 30.65 28.50 30.38 (20.86) 20.86 20.86 12.70 23.33 (1.00) 21.97 (22.06) 22.06 21.88 22.06 20.81 21.78 5,616.17 5,906.52 17,000.00 Rental Income - Property 19,011.23 Rental Income - Property 17,000.00 Rental Income - Property 17,000.00 Rental Income - Property 19,011.23 Rental Income - Property 17,000.00 Rental Income - Property 19,011.23 Rental Income - Property 17,000.00 Rental Income - Property 19,011.23 Rental Income - Property 19,581.57 Rental Income - Property 17,000.00 Rental Income - Property 19,581.57 Rental Income - Property 17,000.00 Rental Income - Property 19,581.57 Rental Income - Property 17,000.00 Rental Income - Property 19,581.57 Rental Income - Property 17,000.00 Rental Income - Property 19,581.57 Rental Income - Property 17,000.00 Rental Income - Property 19,581.57 Rental Income - Property 17,000.00 Rental Income - Property 19,581.57 Rental Income - Property 17,000.00 Rental Income - Property 417,115.91 Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Bank Fees Professional Fees 2. Tenant reimbursements for 2017 including the base year for the relevant property tax year. 2012 $62,960.78 Property Taxes Weld County THIRD AMENDMENT TO LEASE AND EASEMENT AGREEMENT This Third Amendment to Lease and Easement Agreement (this "Amendment") is entered into to be effective this 1st day of June, 2016 (the "Effective Date"), by and between SUNCOR ENERGY (U.S.A.) INC., a Delaware corporation ("Tenant"), BSC HUDSON, LLC, a Colorado limited liability company ("Landlord"), and HUDSON TERMINAL RAIL SERVICES COMPANY (formerly known as Hudson Terminal Railroad Company), a Colorado corporation ("HTR"). WITNESSETH WHEREAS, on or about June 1, 2008, Landlord, Tenant and HTR entered into a Lease and Easement Agreement for the Premises and the Existing Tracks, which was amended by that certain First Amendment to Lease and Easement Agreement, dated November 19, 2010, and further amended by that certain Second Amendment to Lease and Easement Agreement, dated May 1, 2012 (as amended, the "Lease"); WHEREAS, HTR and Tenant are also parties to that certain Railcar Services Agreement, as amended, whereby HTR provides railcar services to Tenant on the Premises using the Existing Tracks all as described therein and in the Lease; and WHEREAS, the parties desire to further amend the Lease as set forth herein. NOW, THEREFORE, in consideration of the premises and the mutual covenants and obligations herein set forth, the parties hereto agree as follows: 1. Definitions. Capitalized terms used herein which are not otherwise defined shall have the meanings set forth in the Agreement. Tenant acknowledges the change to HTR's name as set forth above. 2. Rent. As consideration for the storage of the Loaded Railcars, Section 3.01 of the Lease is hereby amended to include the following additional provisions: (c) Beginning June 1, 2016, through May 31, 2017, the rent for the Lease shall be Two Hundred Twenty -One Thousand, Four Hundred Ninety and 05/100ths dollars ($221,490.05) per year, which shall be paid to Landlord by Tenant in monthly installments of Eighteen Thousand, Four Hundred Fifty -Seven and 50/100ths dollars (S18,457.50) on or before the 5th day of the applicable month. (d) Beginning June 1, 2017, through May 31, 2018, the rent for the Lease shall be Two Hundred Twenty -Eight Thousand, One Hundred Thirty Four and 75/100ths dollars ($228,134.75) per year, which shall be paid to Landlord by Tenant in monthly installments of Nineteen Thousand, Eleven and 23/100ths dollars ($19,011.23) on or before the 5th day of the applicable month. Third Amendment to Lease and Easement Dt304/10011a2.0t'0 i 11721936 1 DOC (e) Beginning June 1, 2018, through May 31, 2019, the rent for the Lease shall be Two Hundred Thirty -Four Thousand, Nine Hundred Seventy -Eight and 79/100ths dollars ($234,978.79) per year, which shall he paid to Landlord by Tenant in monthly installments of Nineteen Thousand, Five Hundred Eighty -One and 57/100ths dollars ($19,581.57) on or before the 5th day of the applicable month. (1) Beginning June I, 2019, through May 31, 2020, the rent for the Lease shall be Two Hundred Forty -Two Thousand, Twenty -Eight and I 6/100ths dollars ($242,028.16) per year, which shall be paid to Landlord by Tenant in monthly installments of Twenty Thousand, One Hundred Sixty -Nine and 01/100ths dollars ($20,169.01) on or before the 5th day of the applicable month. 3. Amendment to Term. Section 2,01 (Term) of the Lease hereby is amended by replacing the text of such Section, in its entirety, with the following: The term ("Term") of this Agreement shall extend from the Effective Date to midnight (Mountain Time) on May 31, 2020, unless otherwise extended upon the mutual agreement of the parties. 4. Entire Agreement, This Amendment constitutes the entire agreement between the parties with respect to the subject matter herein contained and all prior negotiations with respect to the subject matter herein contained are merged into and incorporated in this Amendment, and all prior documents and correspondence between the parties with respect to the subject matter herein contained (other than the Lease) are superseded and of no further force or effect. 5. Full Force and Effect. Except as expressly modified by this Amendment, all the terms and conditions of the Lease shall remain unchanged and in full force and effect and the parties hereby ratify and confirm each and every term and condition thereof. In the event of any conflict between the terms of this Amendment and the terms of the Lease, the terms of this Amendment shall control. 6. Counterparts. This Amendment may be executed in any number of counterparts, each of which shall be deemed an original, hut all of which together shall constitute one and the same instrument. 7. Binding Effect. This Amendment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns under the Lease. 8. No Third Party Beneficiaries. No other person or entity other than the Parties (and the persons entitled to indemnification hereunder) and their respective permitted successors and permitted assigns has any rights or remedies under this Agreement or is an intended beneficiary of this Agreement. Notwithstanding that persons entitled to indemnification may be third party beneficiaries of this Agreement, the Parties reserve the right to amend, modify, terminate, supplement, or waive any provision of this Agreement or this entire Agreement without the consent or approval of any such third party beneficiary. Third Amendment to Lease and Easement D130411001142.0002111721936.1 1721936.1 DOC «SIGNATURE PAGES TO FOLLOW» Third Amendment to Lease, and Emmert 3 1)804/1001142.0002/11721936.1 IJOC IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date set forth below to be effective as of the date first written above. TENANT: SUNCOR ENERGY (U.S.A.) INC., a Delaware corporation IN Third Amendment to Lease and Easement DB04/ 100I 142.0002/1172 1 936.1 I)OC 4 LArAku'1 B JqAC�-k' T ol�l EnI Y 1 t -1 Its:i2EZ L. (J.5. L_OGt�rcS LANDLORD: BSC HUDSON. LLC, a Colorado limited liability company John M. Birmingham Sole member HTR: HUDSON TERMINAL RAIL SERVICES COMPANY, a Colorado corporation Bv: James Birmino President am LEASE AGREEMENT This LEASE AGREEMENT (this "Lease") is entered into this 1St day of April, 2017 (the "Effective Date"), by and between BSC HUDSON, LLC, a Colorado limited liability company (hereinafter referred to as the "Landlord"), and HUDSON TERMINAL RAIL SERVICES COMPANY, a Colorado corporation (hereinafter collectively referred to as the "Tenant"). RECITALS A. Landlord and Tenant previously entered into that certain Lease Agreement upon the Premises (as defined below) dated May 28, 2015 (the "Original Lease"). B. Landlord and Tenant hereby desire to supersede and replace the Original Lease with this Lease as further set forth herein. NOW, THEREFORE, in consideration of the foregoing recitals and other good and valuable consideration, the sufficiency of which is hereby acknowledged, Landlord and Tenant covenant and agree as follows: 1. PREMISES AND TERM. (a) Landlord is the owner of certain real property generally located at 22400 I-76 Frontage Road, Hudson, CO 80642, as more particularly described on Exhibit A attached hereto (the "Land"), along with the building and other improvements located on the Land (the "Improvements" and collectively with the Land, the "Premises"). (b) Landlord, in consideration of the Rent and obligations of Tenant pursuant to the terms of this Lease, hereby leases to Tenant and Tenant hereby leases from Landlord the Premises. (c) The Lease shall be for a term beginning April 1, 2017 (the "Commencement Date") and ending March 31, 2027 (the "Initial Term"), unless sooner terminated as provided herein (the Initial Term together with any extensions thereof is herein referred to as the "Term"). (d) Provided no event of default exists under the Lease that is continuing, Tenant shall have the option to extend and renew the original Term of this Lease (the "Renewal Option") for two (2) additional terms of ten (10) -years (each, a "Renewal Term") upon the same terms and conditions as the Initial Term of this Lease. In order to exercise Tenant's Renewal Option for the Renewal Term, Tenant shall submit written notice to Landlord of its desire to renew no later than thirty (30) calendar days prior to the end of the Initial Term or the first Renewal Term, as applicable. 2. RENT AND TAXES. (a) Tenant shall pay to Landlord as gross rent for the Premises the sum of Seventeen Thousand and NO/100 Dollars ($17,000.00) per month (the "Rent"). The Rent is due on the Commencement Date and on the 1st day of each month thereafter at the Landlord's office Lease — Hudson Terminal Rail Services Company, Hudson, CO located at P.O. Box 548, Mead, Colorado 80542, or such location as the Landlord in writing may designate. (b) Landlord and Tenant hereby agree that it is the intention of the parties that this Lease shall be entirely NET -NET -NET to Landlord in all respects, so that this Lease shall yield, net to Landlord, the Rent specified in Paragraph 2(a), above. In addition to the monthly installments of Rent, Tenant shall timely pay directly all costs and expenses of every kind relating to the Premises, including but not limited to all real property taxes, personal property taxes, assessments, sales and use taxes, and other taxes on the Premises payable as a result of this Lease (collectively, "Taxes"), as well as all "Operating Expenses" relating to the Premises. Operating Expenses shall include, but not be limited to, the total costs of fire and extended coverage and liability insurance premiums due and payable with respect to the Premises; all water, gas, electricity, telephone power and other utilities used by Tenant on the Premises; landscaping care; paving maintenance, repair and replacement; snow removal; exterior maintenance and repair, including roofs and building exteriors; security equipment and services and the costs of personnel and contractors to implement such services. 3. TENANT'S RIGHT TO CONTEST. Tenant may, in its own name or in Landlord's name, contest any Taxes or other charge for which Tenant is responsible hereunder, provided,.. however,. the commencement and prosecution of such legal proceedings shall not resulting the Premises becoming subject to a sale by a governmental authority. Landlord agrees to cooperate and execute any documents reasonably required relating to any such action, provided that Tenant shall hold Landlord harmless form any liability therefor and that all expenses of any such action shall be borne by Tenant. Such contest may include appeals from any judgments, decrees or orders until a final determination shall be made by a court or governmental department or authority having final jurisdiction in the matter. Notwithstanding such contest, Tenant shall pay such real property taxes before the Premises, or any portion thereof, becomes subject to any proceedings relative to a sale by a governmental authority by reason of the nonpayment thereof. Upon the final determination of any such contest by a court or governmental department or authority having final jurisdiction in the matter, Tenant shall pay the same, together with such fines, interest, penalties, costs and charges as may in accordance with such determination be payable in connection therewith. All costs, fees, and expenses (including attorneys' fees) incurred by Tenant in connection with such contest shall be borne by Tenant. Any refunds or rebates of amounts paid hereunder by Tenant shall belong to Tenant and Landlord shall aid Tenant in obtaining any such refund or rebate, provided that the cost of obtaining the same shall be paid by Tenant. 4. USE OF PREMISES. Tenant shall use the Premises for any lawful purpose. Tenant will neither use nor permit the Premises to be used for any purposes prohibited by the laws of the United States, the State of Colorado, or the ordinances of any applicable city or county. Tenant shall comply in all material respects with all laws, statutes, ordinances, rules and the like governing the Premises and Tenant's occupancy of, and conducting of Tenant's business within, the Premises. Tenant shall not use or keep any substance or material in or upon the Premises which may affect the validity of insurance on the Premises. 2 Lease —Hudson Terminal Rail Services Company, Hudson, CO 5. ACCEPTANCE OF PREMISES. (a) Tenant accepts the Premises in its "AS IS" condition. (b) Tenant shall commit no material waste upon the Premises and shall pay to Landlord the cost of all repairs made necessary by the negligent or careless use of the Premises. Tenant shall surrender the Premises upon termination of this Lease in good condition, subject to reasonable wear and tear. 6. IMPROVEMENTS. (a) Tenant may from time to time, at its own expense, make changes, additions, alterations, and improvements to the Premises to better adapt the same to its business. All changes, additions, alterations or improvements made by Tenant and attached or annexed to the Premises, except any movable office furniture, equipment and trade fixtures, shall become part of the real estate and title thereto shall vest in Landlord and the same shall not be removed from the Premises. Purely decorative items shall not be subject to this paragraph and may be removed if removal may be accomplished without material damage to the Premises. (b) Upon Tenant's request, Landlord shall, without cost to Landlord, promptly join in and execute any application, document or submission necessary or appropriate for any construction to be performed on the Premises, including any application for any building permit, certificate of occupancy, utility service or hookup, easement, covenant, condition, subdivision plat or such other instrument as Tenant may from time to time reasonably request for any construction permitted under this Lease (an "Application"), provided that (i) any such Application shall be in customary form and shall not impose any obligations upon Landlord, (ii) no uncured default exists beyond applicable notice and cure periods, and (iii) Tenant reimburses Landlord's legal costs associated with such Application. Unless an uncured default exists, Landlord shall not appear in opposition to any Application brought, sought or defended by Tenant before any governmental authority arising out of any Application consistent with this Lease. 7. SUBLEASING AND ASSIGNMENT. Tenant shall have the right to sublease all or any portion of the Premises without the prior written consent of Landlord so long as the term of any such sublease does not exceed the then current Term of this Lease. Tenant shall not assign this Lease without Landlord's consent, which consent may be withheld by Landlord, in its reasonable discretion. If Tenant desires to enter into any assignment of this Lease, Tenant will first give Landlord written notice of the proposed assignment, which notice will contain the name and address of the proposed transferee, the proposed use of the Premises, information relating to the proposed transferee's current financial condition and the principal terms of the assignment ("Tenant's Assignment Notice"). Within fourteen (14) business days after Landlord receives Tenant's Assignment Notice, Landlord shall either: (i) consent in writing to the requested assignment; or (ii) advise Tenant that Landlord will not consent to such requested assignment with a detailed explanation for such denial. 3 Lease — Hudson Terminal Rail Services Company, Hudson, CO S. ENVIRONMENTAL CONDITIONS. (a) Definitions. For the purposes of this Lease, the term "Hazardous Material" or "Hazardous Substance" shall mean any product, substance, chemical, material or waste whose presence, nature, quantity and/or intensity of existence, use, manufacture, disposal, transportation, spill, release or effect, either by itself or in combination with other materials expected to be on the Premises, is either: (i) potentially injurious to the public health, safety or welfare, the environment or the Premises; (ii) regulated or monitored by any governmental authority; or (iii) a basis for potential liability to any governmental agency or third party under any applicable statute or common law theory. Hazardous Materials shall include, but not be limited to, hydrocarbons, petroleum, gasoline, crude oil or any products or by products thereof, and any other hazardous or toxic substances, materials, wastes, pollutants and the like which are defined as such in (or regulated by) any Environmental Laws. (i) For the purposes of this Lease, the term "Environmental Laws" shall mean any law, statute, ordinance, rule, regulation, permit, directive, license, approval, guidance, interpretation, order, or other legal requirement, now or hereinafter enacted, of any local, state or federal governmental authority regarding the storage, use, control, regulationor prohibition of any Hazardous Materials -or otherwise relating to the protection of safety, human health or the environment. (b) Existing Environmental Conditions. Landlord shall be solely responsible for and shall indemnify, defend, and hold Tenant and its directors, officers, members, managers, affiliates, employees and agents harmless from any claims, judgment, damages, fines, penalties, costs, liabilities (including sums paid in settlement of claims) or other loss or expense, including reasonable attorneys' fees, through the trial, appellate and administrative levels, consultants fees, and expert fees which presently exist and/or arise during or after the Term in connection with Hazardous Materials on the Premises which existed prior to the date Tenant commenced business operations on the Property (the "Existing Environmental Conditions"). Landlord further covenants with Tenant that, Landlord has not and shall not direct, suffer or permit any of its agents, contractors, employees, or licensees to, at any time handle, use, manufacture, store or dispose of any Hazardous Material in any manner at, in, on, under or about the Premises. (c) Environmental Conditions Caused by Tenant. Tenant shall be solely responsible for and shall indemnify, defend, and hold Landlord and its directors, officers, members, managers, affiliates, employees and agents harmless from any claims, judgment, damages, fines, penalties, costs, liabilities (including sums paid in settlement of claims) or other loss or expense, including reasonable attorneys' fees, through the trial, appellate and administrative levels, consultants fees, and expert fees, arising from Hazardous Materials on the Premises in violation of Environmental Laws solely caused by the acts or omissions of Tenant, its employees, agents and contractors in the course of Tenant's operation of its business on the Premises. (d) Environmental Conditions Not Caused by Tenant. Landlord shall be solely responsible for and shall indemnify, defend, and hold Tenant and its directors, officers, members, managers, affiliates, employees and agents harmless from any claims, judgment, damages, fines, 4 Lease — Hudson Terminal Rail Services Company. Hudson, CO penalties, costs, liabilities (including sums paid in settlement of claims) or other loss or expense, including reasonable attorneys' fees, through the trial, appellate and administrative levels, consultants fees, and expert fees, arising from Hazardous Materials on the Premises in violation of Environmental Laws not caused by the acts or omissions of Tenant, its employees, agents and contractors in the course of Tenant's operation of its business on the Premises. 9. DEFAULT. Each of the following shall constitute a default under this Lease: (a) If Tenant defaults in payment of any amount due to Landlord under this Lease within fifteen (15) days of the date such payment is due; or (b) If Tenant shall fail to observe or perform any of said conditions or agreements, and such default shall continue for a period thirty (30) days after Landlord has given written notice thereof to Tenant and such default cannot be remedied, subject to an extension for an additional period of thirty (30) days for such default hereof that can be remedied, provided that Tenant is diligently prosecuting the remedy thereof after notice thereof to Tenant. (c) In the event of any such default, and as often as the same may happen, if Tenant shall not have cured or corrected such default within the time periods set forth above, it shall be lawful for Landlord, at its election, . upon written notice to Tenant, to terminate this. Lease and to re-enter and repossess itself of the Premises, with or without legal proceedings, using such force as may be reasonably necessary, and to remove therefrom any personal property belonging to Tenant without prejudice to any claim for Rent or for the breach of covenants hereof, or without being guilty of trespass or forcible entry or detainer. (d) In the alternative, upon such default Landlord may, at its option and upon thirty (30) days additional written notice given to Tenant, if Tenant shall not have cured or corrected such default within said thirty (30) day period, it shall be lawful for Landlord, at its election, upon written notice to Tenant, to re-enter the Premises and re -let the same, or any part thereof, as it may see fit, without thereby voiding or terminating this Lease, and, for the purpose of such re - letting, Landlord is authorized to make any reasonable repairs, changes, alterations, or additions in or to the Premises, as may, in the reasonable opinion of Landlord, be reasonably necessary for the purpose of such re -letting, and if a sufficient sum shall not be realized from such re -letting, (after payment of all reasonable costs and expenses of such repairs, changes or alterations, and the expense of such re -letting and the collection of rent accruing therefrom), each month to equal the monthly Rent agreed to be paid by Tenant under the provisions of this Lease, then Tenant shall pay such deficiency each month upon demand therefor, (e) Landlord may also, in the event of such default, at Landlord's option, (i) elect to treat this Lease as being in full force and effect and sue for any Rent payment which is not paid when due, or (ii) sue for the difference between the Rent over the balance of the Term of this Lease and the reasonable rental value of the Premises at the time of such default, or 5 Lease — Hudson Terminal Rail Services Company, Hudson, CO (iii) seek and enforce any other right or remedy to which Landlord shall be entitled by law. 10. LOSS OR DAMAGE TO TENANT'S PROPERTY. All personal property of any kind or description whatsoever in the Premises shall be at Tenant's sole risk, and Landlord shall not be held liable for any damage done to or loss of such personal property, or for damage or loss suffered by the business or occupation of Tenant arising from any act or neglect of any visitors, or occupants of neighboring property, or of their employees or the employees of Landlord or of other persons, or from bursting, overflowing or leaking of water, sewer or steam pipes, or from heating or plumbing fixtures, or from electric wires, or from gases, or odors, or caused in any other manner whatever, except in the case of gross negligence or intentional misconduct on the part of Landlord, its employees, agents or contractors. 11. INSURANCE. (a) Tenant shall carry and maintain at Tenant's sole expense: (i) Public liability insurance, including bodily injury and property damage, personal injury, and contractual liability with respect to all claims, demands, or actions by any person, firm or corporation, in any way arising from, related to or connected with the conduct and operation of Landlord's business or use of the Premises. Such policies shall be written on a comprehensive basis, with limits of not less than One Million and No/100 Dollars ($1,000,000.00) for personal injury to one person and Five Hundred Thousand and No/100 Dollars ($500,000.00) for property damage for one accident or such higher limits as the mortgagees of Landlord may require from time to time; and (ii) Fire and extended coverage insurance on the Premises, its personal property, and all improvements and appurtenances located on the Premises, including but not limited to endorsements for vandalism, malicious mischief, theft, and sprinkler leakage, covering all of the property, furniture, fittings, installations, alterations, additions, partitions, fixtures, merchandise and anything in the nature of a leasehold improvement in an amount equal to the full replacement costs of the Premises, its personal property, and all improvements and appurtenances without deduction for depreciation; and (iii) A standard form workers' compensation and employees' liability insurance in amounts as required by any applicable governmental agency or authority; and (iv) Comprehensive automobile liability insurance policy insuring all owned, non -owned and hired vehicles used in the conduct of Tenant's business and operated or parked on the Premises with limits of liability of not less than One Million and NO/100 Dollars combined bodily injury and property damage. (b) All policies shall be taken out with insurers reasonably acceptable to Landlord, Tenant and any lender in a form satisfactory from time to time to Landlord and any lender. Landlord, Tenant and any lender shall each be named as insureds on any liability policy and as loss payees on any casualty policy. Certificates evidencing such insurance shall be delivered to Landlord, Tenant and any lender as soon as practicable after the placing of the required 6 Lease — Hudson Terminal Rail Services Company, Hudson, CO insurance, but in no event later than ten (10) days after Tenant takes possession of all or any part of the Premises. All policies shall require that at least thirty (30) days prior written notice be delivered to Landlord, Tenant and any lender by the insurers prior to termination, cancellation, expiration or material change in such insurance. 12. SUBROGATION WAIVER. Any and all fire, extended coverage and/or property damage insurance which is required to be carried by Tenant shall be endorsed with a subrogation clause, substantially as follows: "This insurance shall not be invalidated should the insured waive, in writing prior to a loss, any and all right of recovery against any party for loss occurring to the property described herein"; and each party hereto waives all claims for recovery from the other party, its officers, agents, managers, members or employees for any loss or damage (whether or not such loss or damage is caused by negligence of the other party) to any of its real or personal property insured under valid and collectible insurance policies to the extent of the collectible recovery under such insurance. 13. DAMAGE OR DESTRUCTION TO THE PREMISES. In the event the Premises should be partially or totally destroyed by fire or other casualty or loss insurable under extended coverage and vandalism or malicious mischief insurance, so as to become partially or totally untenantable, the same shall be repaired as soon as reasonably possible at the expense of Tenant. If more than fifty. percent. (50%) of the Premises shallbe destroyed or so damaged asto become wholly untenantable, the Tenant may, if the Tenant elects, restore the Premises in substantially the same condition as it was immediately before the destruction, or may give notice in writing terminating this Lease. If the Tenant elects to repair the Premises, the Tenant will, ninety (90) days after destruction, give the Landlord notice of the Tenant's intention to repair and restore, and shall then proceed with reasonable speed and diligence to complete the restoration. If the Tenant does not elect to repair the Premises, this Lease shall be deemed terminated as of the date of the casualty event and all proceeds from the insurance which relate to the repair of the Premises shall be delivered to Landlord. 14. CONDEMNATION. (a) All of the Premises. If the whole of the Premises, or such a substantial portion thereof as will make the Premises unsuitable for the purposes herein leased, is condemned for any public use or purpose by any legally constituted authority, then in either of such events this Lease shall cease from the time when possession is taken by such public authority and Rent shall be accounted for between Landlord and Tenant as of the date of the surrender of possession. Subject to the provisions of Paragraph 14(c), such termination shall be without prejudice to the rights of either Landlord or Tenant to recover compensation from the condemning authority for any loss or damage caused by such condemnation. (b) Partial Condemnation. If less than a substantial portion of the Premises (as described in Paragraph 14(a) above) is condemned for any public use or purpose by any legally constituted authority, then this Lease shall continue in full force and effect and Rent shall abate in proportion to the value of such portion of the Premises taken by the condemnation or other taking in relation to the entire Premises as of the date of such condemnation or other taking. 7 Lease -- Hudson Terminal Rail Services Company, Hudson, CO (c) Allocation of Awards. In the event of any condemnation, taking or damage resulting therefrom, (i) Tenant shall be entitled to such payment paid or to be paid by the public condemning authority equal to the value of any improvements made to the Premises by Tenant, Tenant's loss of the leasehold estate and relocation expenses, if any, and (ii) Landlord shall be entitled to all other payments paid or to be paid by the public condemning authority. 15. WAIVER. No waiver of any breach of any one or more of the conditions or covenants of this Lease by Landlord or Tenant shall be deemed to imply or constitute a waiver of any succeeding or other breach hereunder. 16. AMENDMENT OR MODIFICATION. Tenant acknowledges and agrees that it has not relied upon any statements, representations, agreements or warranties, except such as are expressed herein, and that no amendment or modification of this Lease shall be valid or binding unless expressed in writing and executed by the parties hereto in the same manner as the execution of this Lease. 17. HOLDING AFTER TERMINATION. If, after the expiration of this Lease, Tenant shall remain in possession of the Premises, without a written agreement as to such holding, then such holding over shall be deemed to be a periodic tenancy from month to month, the rent shall bethe same Rent for the last month of the. expiring Term or. Renewal Term, and such month -to -month tenancy shall be subject to every other provision contained in this Lease. Such tenancy may be terminated by either party upon giving thirty (30) days written notice to the other party. 18. SUBORDINATION; ATTORNMENT; ESTOPPEL CERTIFICATES. Tenant agrees that this Lease and its interest hereunder shall be subordinate to any mortgage, deed of trust, ground lease or other security instrument now or hereafter placed upon the Premises by Landlord, and to any and all advances made or to be made thereunder, to the interest thereon, and all renewals, replacements, consolidations, refinancings and extensions thereof, provided that the holder of such instrument has executed, acknowledged and delivered to Tenant a non -disturbance agreement reasonably acceptable to Tenant providing that this Lease shall not be terminated nor shall Tenant's possession of the Premises or other rights hereunder be disturbed by such holder (except in accordance with this Lease). Concurrently with the execution of this Lease, Landlord shall cause any existing holder of a security instrument to execute and deliver to Tenant such a non -disturbance agreement. If Landlord conveys all of its rights and duties in and to this Lease and/or Premises, or if an interest of Landlord in this Lease is foreclosed judicially or nonjudicially upon the request of Landlord's lawful successor, Tenant shall attorn to such successor, provided that such successor accepts the Premises subject to the terms, conditions and covenants of this Lease and further provided that such successor shall recognize Tenant's and any subtenant right to the use and possession of the Premises pursuant to the terms of this Lease as long as Tenant is not in default hereunder beyond any applicable notice and right to cure. Tenant agrees to execute and deliver, within thirty (30) days after Tenant's receipt of Landlord's request therefor, a written statement certifying the intent of this Paragraph 18. Landlord represents and warrants that the Premises is not subject to any mortgage or deed of trust as of the date of execution of this Lease. 8 Lease — Hudson Terminal Rail Services Company, Hudson, CO From time to time during the Term, each party agrees to execute and deliver to the other, within twenty (20) days after receipt of request therefor a written statement certifying as to certain matters relating to this Lease, and including any appropriate exceptions to the statements therein. It is intended that any such statement delivered pursuant to this Paragraph may be relied upon by any party to whom such certificate may be delivered by the requesting party. The estoppel certificates are made solely to estop the executing party from asserting to a purchaser or lender facts or claims contrary to those stated; an estoppel certificate does not constitute an independent contractual undertaking or constitute representations, warranties or covenants or otherwise have legal effect other than estopping the executing party from asserting to or against such purchaser or lender any contrary facts or claims. An estoppel certificate does not modify in any way Landlord's and Tenant's relationship, obligations or rights vis a vis the other. The parties shall, from time to time upon receipt of a request from the other party, execute and deliver to the requesting party, or to any proposed mortgagee of the Premises, or to any proposed purchaser of the Premises, a statement, certifying that this Lease is in full force and effect, and that there are no offsets against rent nor defenses to performance by the requesting party under this Lease, or setting forth any such offsets or defenses claimed by the requesting party, as the case may be. The parties shall make no charge for executing and delivering such certificate. 19. COSTS AND ATTORNEYS' FEES. If by reason of any default on the part of the other -party -it -becomes -necessary for a party to employ an attorney for breach of any provision of this Lease or to recover possession of the Premises, or if either party shall bring any action for relief against the other, declaratory or otherwise, arising out of this Lease, then and in any such events the losing party shall pay to the prevailing party reasonable attorneys' fees and all costs and expenses expended or incurred by the prevailing party in connection with such default or action. 20. INDEMNITY. (a) Tenant shall and hereby does indemnify, defend, and hold harmless Landlord of and from all liability for damages or claims against Landlord on account of injuries to the person or damage to the Premises by any person where the injuries or damages are caused by the acts or omissions of Tenant, its employees, agents or contractors, or where such injuries are the result of the violation of laws or ordinances, governmental orders of any kind. Tenant shall neither hold nor attempt to hold Landlord liable for any injury or damage, either proximate or remote, unless due to gross negligence or willful misconduct of Landlord, its employees, agents or contractors. (b) Landlord shall and hereby does indemnify, defend and hold harmless Tenant from liability for damages or claims against Tenant on account of injuries to the person or damage to property of any person rightfully on the Premises for any purpose whatever where the injuries are caused by the gross negligence or willful misconduct of Landlord, its agents, servants or employees. 21. PEACEFUL ENJOYMENT. Landlord covenants that Tenant, on payment of all amounts due hereunder and material compliance with all covenants and conditions hereof, shall peacefully and quietly have, hold and enjoy the Premises for the Term hereof. 9 Lease — Hudson Terminal Rail Services Company, Hudson, CO 22. ACCESS BY LANDLORD. Landlord, its agents and representatives shall have the right to enter the Premises during reasonable business hours and after reasonable prior notice to Tenant, but Landlord will in no way interfere with Tenant's normal business operations. Landlord shall have the right to enter without notice or consent of Tenant to handle emergency situations which Landlord reasonably believes might cause loss of life or property damage. 23. RIGHT OF FIRST REFUSAL. Landlord hereby grants to Tenant a right of first refusal to purchase the Premises (the "Right of First Refusal"). If the Landlord receives a bona fide offer from a third party to purchase the Premises which Landlord desires to accept, Landlord shall notify Tenant in writing of said offer, which notice shall outline the material terms and conditions of the contemplated sale with the third party. Such written notice by Landlord may be made in the form of a letter of intent or a proposed purchase and sale agreement with the third party. Tenant shall have twenty (20) days after the Landlord's delivery of such notice to exercise its right to purchase the Premises described therein on the same terms and conditions expressed in Landlord's written notice to Tenant, by giving written notice of such exercise to Landlord within such twenty (20) day period. If Tenant does not so elect to exercise its Right of First Refusal, then Landlord shall be entitled to sell the Premises to the third party under the same material terms and conditions specified in the written notice to Tenant. Notwithstanding any provision in this Paragraph 23 to the contrary, if Landlord does not sell the Premises to the third party under • the same material terms and conditions specified in the written notice to Tenant, Tenant's Right of First Refusal shall apply and remain in full force and effect. If, however, Tenant elects to exercise its Right of First Refusal, Landlord shall deliver the purchase and sale agreement to Tenant for execution by Tenant promptly thereafter, and if Tenant then should fail to execute and deliver such purchase and sale agreement to Landlord within five (5) business days after Landlord's delivery thereof to Tenant, then Tenant's notice of exercise of its Right of First Refusal shall be deemed void and of no effect, Tenant shall be deemed to have waived and terminated its Right of First Refusal with respect to the original offer received and Landlord thereafter shall be free to sell the Premises to the third party on the terms and conditions set forth in the original offer, without further notice to Tenant thereof and without any further right of refusal in Tenant with respect thereto. Each of Landlord and Tenant will, contemporaneously with the execution of this Lease, execute a memorandum, the form of which is attached hereto as Exhibit B, which memorandum will, among other things, evidence Tenant's Right of First Refusal and other rights hereunder, in a commercially reasonable form and substance. Tenant may record the executed memorandum in the real estate records where the Premises is located. At the time of the termination of the Lease, and/or Tenant's Right of First Refusal hereunder, the parties agree to execute and record in the real estate records a release of the memorandum (or an amendment thereof to disclose that Tenant no longer has, or has waived, its Right of First Refusal) with respect to the Premises. 24. LIENS. Tenant shall cause to be promptly discharged any mechanic's or other lien filed against the Premises by reason of any act or omission of Tenant. It is understood and agreed that Tenant shall have the right to contest any lien filed against the Premises. If any such lien shall be filed, Tenant, upon notice thereof, shall, within thirty (30) days of the date of receipt of notice of such filing, notify Landlord and shall within sixty (60) days after receipt of notice of such filing cause the same to be discharged of record by payment, deposit, bond, order of a court of competent jurisdiction or otherwise, and Tenant shall give Landlord prompt notice of such 10 Lease — Hudson Terminal Rail Services Company, Hudson, CO discharge. If Tenant shall fail to cause such lien to be so discharged, then in addition to any other right or remedy which Landlord may have, Landlord may, but shall not be obligated to, discharge the same either by paying the amount claimed to be due or by procuring the discharge of such lien by deposit or by bonding proceedings, and in any such event Landlord shall be entitled, if Landlord so elects, to compel the prosecution of any action for the foreclosure of such lien by the lienor and to pay the amount of the judgment in favor of the lienor with interest, costs and allowances. Any amount so paid by Landlord and all reasonable costs and expenses (including reasonable attorneys' fees) incurred by Landlord in connection therewith shall be promptly paid to Landlord by Tenant upon demand. Prior to commencement of construction of any building, and any alteration, change or addition thereto, if Landlord gives written notice requesting same, Tenant shall deliver notices to all contractors and subcontractors and post notices in accordance with C.R.S. 38-22-105 (as it may be amended or in accordance with similar statutes that may be substituted therefor in the future), in locations that will be visible by parties performing any work, which notices shall state that Landlord is not responsible for the payment of such work and setting forth such other information as may be reasonably required pursuant to such statutory provisions. 25. NOTICES. Whenever in the Lease it shall be required or permitted that notice or demand be given or served by either party to this Lease to or on the other, such notice or demand shall be given.. or served_ and shall not be deemed to have beengiven or served unless in writing and forwarded by certified or registered mail, return receipt requested, addressed as follows: LANDLORD: BSC Hudson, LLC P.O. Box 548 Mead, Colorado 80542 Attn: John M. Birmingham TENANT: Hudson Terminal Rail Services Company 22400 I-76 Frontage Road Hudson, Colorado 80642 Attn: James Birmingham 26. SUCCESSORS AND ASSIGNS. The terms, covenants and conditions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. 27. JURY WAIVER. TO THE EXTENT PERMITTED BY LAW, LANDLORD AND TENANT AGREE EACH SHALL, AND DO HEREBY, WAIVE TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM BROUGHT BETWEEN THE PARTIES HERETO OR THEIR SUCCESSORS OR ASSIGNS ON ANY MATTERS ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS LEASE, THE RELATIONSHIP OF LANDLORD AND TENANT, AND/OR TENANT'S USE OR OCCUPANCY OF THE PREMISES. THIS WAIVER IS MADE FREELY AND VOLUNTARILY, WITHOUT DURESS AND ONLY AFTER EACH OF THE PARTIES HERETO HAS HAD THE BENEFIT OF ADVICE FROM LEGAL COUNSEL ON THIS SUBJECT. Ii Lease — Hudson Terminal Rail Services Company, Hudson, CO 28. SEVERABILITY. If any part of this Lease shall be construed to be unenforceable, the remaining parts shall remain in full force and effect. 29. TIME OF ESSENCE. Time is of the essence as to all obligations of Tenant and Landlord provided by this Lease. 30. NO THIRD PARTY BENEFICIARIES. Nothing contained in this Lease shall be construed so as to confer upon any other party the rights of a third party beneficiary. 31. COUNTERPARTS. This Lease may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. 32. GOVERNING LAW. This Lease shall be governed by and construed in accordance with the laws of the State of Colorado. «SIGNATURE PAGE TO FOLLOW» 12 Lease — Hudson Terminal Rail Services Company, Hudson, CO IN WITNESS WHEREOF, the Landlord and Tenant have caused this Lease to be duly executed as of the Effective Date. LANDLORD: BSC HUDSON, LLC, a Colorado limited liability company C B John M. Birmingham, iranager and Sole Member TENANT: HUDSON TERMINAL RAIL SERVICES COMPANY, a Colorado corporation By: 13 Lease — Hudson Terminal Rail Services Company, Hudson, CO ames Birmi , President EXHIBIT A Legal Description of the Premises HUD 10648 PT NE4 2-1-65 (RESCAR ANNEX) LYING S & E OF RR & PT NW4 BEG SE COR NW4 S89D14'W 252.84' N48D03'E 339.7' SOD02'E 223.7' TO BEG (l3RR) County of Weld, State of Colorado. A -I EXHIBIT B Memorandum of Lease B-1 After recording, return to: Hudson Terminal Rail Services Company 224001-76 Frontage Road Hudson, Colorado 80642 Attn: James Birmingham MEMORANDUM OF LEASE THIS Memorandum of Lease is made as of April 1, 2017, by and between BSC HUDSON, LLC, a Colorado limited liability company ("Landlord"), with an address of P.O. Box 548, Mead, CO 80542, and HUDSON TERMINAL RAIL SERVICES COMPANY, a Colorado corporation ("Tenant"), with an address of 22400 I-76 Frontage Road, Hudson, CO 80642. .................. 1. Notice of Lease; Term. Landlord and Tenant have entered into that certain unrecorded Lease dated as of the 1st day of April, 2017 (the "Lease"), which affects the real property described in Exhibit A attached hereto (the "Premises"). The provisions of the Lease are incorporated herein by this reference. Capitalized terms used and not defined herein have the meaning given to those terms in the Lease. The Lease is for an initial term of ten (10) years. The Lease grants Tenant two (2) renewal options of ten (10) years each to renew the term of the Lease, on the terms set forth therein. 2 Purpose. Landlord and Tenant have executed and acknowledged this Memorandum and are recording the same for the purpose of providing constructive notice of the Lease and Tenant's rights thereunder. This Memorandum does not supersede, modify, amend, or otherwise change the terms, conditions, or covenants of the Lease, and this Memorandum shall not be used in interpreting the terms, conditions, or covenants of the Lease. In the event of any conflict between this Memorandum and the Lease, the Lease shall control. 3. Right of First Refusal to Purchase. The Lease provides for the following right of first refusal to the Tenant: Landlord hereby grants to Tenant a right of first refusal to purchase the Premises (the "Right of First Refusal"). If the Landlord receives a bona fide offer from a third party to purchase the Premises which Landlord desires to accept, Landlord shall notify Tenant in writing of said offer, which notice shall outline the material terms and conditions of the contemplated sale with the third party. Such written notice by Landlord may be made in the form of a letter of intent or a proposed purchase and sale agreement with the third party. Tenant shall have twenty (20) days after the Landlord's delivery of such notice to exercise its right to purchase Memorandum of Lease (Hudson, CO) • the Premises described therein on the same terms and conditions expressed in Landlord's written notice to Tenant, by giving written notice of such exercise to Landlord within such twenty (20) day period. If Tenant does not so elect to exercise its Right of First Refusal, then Landlord shall be entitled to sell the Premises to the third party under the same material terms and conditions specified in the written notice to Tenant. Notwithstanding any provision in this Paragraph 23 to the contrary, if Landlord does not sell the Premises to the third party under the same material terms and conditions specified in the written notice to Tenant, Tenant's Right of First Refusal shall apply and remain in full force and effect. If, however, Tenant elects to exercise its Right of First Refusal, Landlord shall deliver the purchase and sale agreement to Tenant for execution by Tenant promptly thereafter, and if Tenant then should fail to execute and deliver such purchase and sale agreement to Landlord within five (5) business days after Landlord's delivery thereof to Tenant, then Tenant's notice of exercise of its Right of First Refusal shall be deemed void and of no effect, Tenant shall be deemed to have waived and terminated its Right of First Refusal with respect to the original offer received and Landlord thereafter shall be free to sell the Premises to the third party on the terms and conditions set forth in the original offer, without further notice to Tenant thereof and without any further right of refusal in Tenant with respect thereto. 4. Miscellaneous. The parties have executed this Memorandum as of the date first set forth above on the dates and at the places indicated in their acknowledgments below. This Memorandum may be executed in multiple counterparts, each of which shall be deemed an original and all of which when taken together shall constitute one and the same document. [Remainder of Page Intentionally Left Blank; Signature Page Follows] Memorandum of Lease (Hudson, CO) 2 IN WITNESS WHEREOF, TENANT has caused this instrument to be executed as of the day and year first above written. TENANT: HUDSON TERMINAL RAIL SERVICES COMPANY, a Colorado corporation STATE OF COLORADO COUNTY OF Weld ) ss. By: Nam James Birmin Title: President Subscribed and sworn before me this 17 day of April, 2017, by James Birmingham, President of HUDSON TERMINAL RAIL SERVICES COMPANY, a Colorado corporation. Witness my hand and official seal. My commission expires: 7 J It aC11 otary Public Kati J Huber Notary Public State of Colorado Notary 10 20134042912 My Commission Expires July 11, 2017 Memorandum of Lease (Hudson, CO) 3 IN WITNESS WHEREOF, LANDLORD has caused this instrument to be executed as of the day and year first above written. LANDLORD: BSC HUDSON, LLC, a Colorado limited liability company Nance' John M. Birmingham Title: Manager and Sole Member STATE OF COLORADO ) )ss. COUNTY OF -141C ) Subscribed and sworn before me this'? day of April, 2017, by John M. Birmingham, Manager and Sole Member of BSC HUDSON, LLC, a Colorado limited liability company. Witness my hand and official seal. My commission expires: I tc4, 21 2vzl DENISE R. POEPPING Notary Public State of Colorado Notary ID # 20134018865 Commission Expires 03-21-2021 Memorandum of Lease (Hudson) 4 e Notary Public EXHIBIT A Legal Description of the Premises HUD 10648 PT NE4 2-1-65 (RESCAR ANNEX) LYING S & E OF RR & PT NW4 BEG SE COR NW4 S89D14'W 252.84' N48D03'E 339.7' SOD02'E 223.7' TO BEG (13RR) County of Weld, State of Colorado. Memorandum of Lease (Hudson) A-1 Hello